PRICING SUPPLEMENT NO.  12                                      Rule 424(b)(3)
DATED: June 9, 2003                                        File No. 333-104455
(To Prospectus dated April 24, 2003,
and Prospectus Supplement dated April 24, 2003)

                                 $10,227,293,162
                         THE BEAR STEARNS COMPANIES INC.
                           Medium-Term Notes, Series B

Principal Amount: $25,000,000    Floating Rate Notes [x]  Book Entry Notes [x]

Original Issue Date: 6/11/2003   Fixed Rate Notes [ ]     Certificated Notes [ ]

Maturity Date: 6/10/2005         CUSIP#: 073928ZV8

Option to Extend Maturity:       No    [x]
                                 Yes   [ ]  Final Maturity Date:


                                              Optional            Optional
                         Redemption           Repayment           Repayment
   Redeemable On          Price(s)             Date(s)            Price(s)
   -------------       --------------       -------------      -----------

        N/A                  N/A                 N/A                 N/A

Applicable Only to Fixed Rate Notes:
-----------------------------------

Interest Rate:

Interest Payment Dates:

Applicable Only to Floating Rate Notes:
--------------------------------------

Interest Rate Basis:                     Maximum Interest Rate:  N/A

[ ]  Commercial Paper Rate               Minimum Interest Rate:  N/A

[ ]  Federal Funds Effective Rate

[x]  Federal Funds Open Rate             Interest Reset Date(s):  Daily

[ ]  Treasury Rate                       Interest Reset Period:  Daily

[ ]  LIBOR Reuters                       Interest Payment Date(s):  *

[ ]  LIBOR Telerate

[ ]  Prime Rate

[ ]  CMT Rate

Initial Interest Rate:  1.5%             Interest Payment Period:  Quarterly

Index Maturity:  N/A

Spread (plus or minus):  + 0.25%



*   9/11/03, 12/11/03, 3/11/04, 6/11/04, 9/11/04, 12/11/04, 3/11/05 and
    6/10/05.



At February 28, 2003:

o     the Company had outstanding (on an unconsolidated basis) approximately
      $37.4 billion of debt and other obligations, including approximately $34.3
      billion of unsecured senior debt and $2.6 billion of unsecured
      inter-company debt; and

o     subsidiaries of the Company had outstanding (after elimination of
      inter-company items) approximately $145.5 billion of debt and other
      obligations (including $47.9 billion related to securities sold under
      repurchase agreements, $52.9 billion related to payables to customers,
      $26.4 billion related to financial instruments sold, but not yet
      purchased, and $18.3 billion of other liabilities, including $13.6 billion
      of debt).

The distribution of Notes will conform to the requirements set forth in Rule
2720 of the NASD Conduct Rules.